09/16/2024 | Press release | Distributed by Public on 09/16/2024 08:55
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
||||||||||||||||||||||||||||
|
1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SYLEBRA CAPITAL LLC 3000 EL CAMINO REAL BUILDING 5 SUITE 450 PALO ALTO, CA94306 |
|
X |
|
|
Gibson Daniel Patrick 400 FAIRVIEW AVENUE NORTH, SUITE 1200 SEATTLE, WA98109 |
|
X |
|
|
Sylebra Capital Ltd 28 HENNESSY ROAD, 20TH FLOOR WAN CHAI HONG KONG, K300000 |
|
X |
|
Matthew Whitehead | 2024-09-16 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Sylebra Capital Limited (Sylebra HK) and Sylebra Capital LLC (Sylebra US) are the investment sub-advisers to Sylebra Capital Partners Master Fund, Ltd. (SCP MF), Sylebra Capital Parc Master Fund (PARC MF), Sylebra Capital Menlo Master Fund (MENLO MF), and other advisory clients. SCP MF, PARC MF, MENLO MF and other advisory clients are referred to collectively as the Affiliated Investment Entities. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK, and Daniel Patrick Gibson (Gibson) owns 100% of the Class A shares of Sylebra Cayman and 100% of the membership interests of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra HK, Sylebra US, Sylebra Cayman and Gibson may be deemed to share voting and dispositive power over the securities of the Issuer held by the Affiliated Investment Entities. |
(2) | These securities are held by the Affiliated Investment Entities. Sylebra HK, Sylebra US, Sylebra Cayman, and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra HK, Sylebra US, Sylebra Cayman, and Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein. |
(3) | The warrants are immediately exercisable; however, the warrants are subject to a 19.9% stock ownership cap. As a result, the warrants are not exercisable by the Affiliated Investment Entities at any time within 60 days of the issue date. |
(4) | The warrants are exercisable until the earlier of (i) 5:00 p.m. (New York City time) on December 1, 2030 and (ii) the redemption date of the warrants. |